Shocked & Shelled
by arbiter vortex
Summary: The turtles were fighting the Kraang when they come across an unlikely stranger. But, when they discover each other's secrets, connections are made...
1. Chapter 1: Prologue

Author: Thank you to anyone who is reading my stories and hope you enjoy this TMNT Fanfic! Let's jump in! (FYI, this is based on the 2013 Nickolodeon show.)

The streets of NYC were quiet and empty. TCRI was of course lit up like a spotlight. Below, a dark blue blur swept across the street toward the enormous skyscraper. It attacked two disguised Kraang and sheathed it's silver Katana. It stepped out of the shadow's revealing a dark blue ninja. His eyes were uncovered but everything else was covered. He had a small chain wrapped around hs shoulder and torso. The ninja took off one of his gloves and picked up one of the Kraang's severed hands. He put the hand on a scanner and the door opened. He stepped inside and stood against the wall. The ninja listened very closely at what he could hear as he progressed through the wall.

"Leo, behind you!" said a sparatic voice faintly.

The ninja cocked his head and ran down the hall. He came to a garage door and used the severed Kraang-bot hand from before. The door opened revealing mulitiple Kraang fighting what looked like-turtles. Giant. Green. Turtles. The ninja saw that they were fighting against the Kraang and decided to help. He drew his katana and began to attack the Kraang. A turtle in an orange mask watched in aw as the ninja slice through three Kraang at once.

"Leo? We aren't supposed to be seen by humans!" a turlte in a red mask shouted at a turtle in a blue mask.

"It's fine, let him help!" the blue masked one said.

The ninja finished off the rest of the Kraang and sheathed his katana.

The four turtles walked up to him and sheathed their weapons. The ninja looked closely at them. One was wearing a purple mask, another wearing orange, another wearing red, and the last, that he noticed was named Leo, was wearing blue.

"Whoa, what is that?" the orange masked one said, pointing at the ninja's gleaming silver sword.

"Mikey." the purple masked one said.

"May we know who you are?" Leo asked.

The ninja took off his mask, thinking they were trustworthy. He had brown hair, blue eyes, and a scar on his cheek.

"Arbiter." the ninja said.

"What are you doing here?" the red masked one said.

"Raph!" the purple masked one said.

"Donnie?" Raph replied.

"Stop being rude to everyone you see!" Donnie said.

"Hmm, I've had ruder." Arbiter said.

"Ruder than Raph? Wow." Mikey said.

"What did you come to TCRI for?" Leo asked.

"Well," Arbiter said, walking to a console, "I needed this."

Arbiter took out a pair of brass knuckles and punched the glass case on the console.

"That is?" Leo asked.

"That," Donnie said walking over to Arbiter, "Is a meteor rock!"

"Smart. But what else is it?" Arbiter asked.

"Um. Oh! It's a power source to!" Donnie said.

"Good." Arbiter said, slipping the small rock into his pocket.

"So?" Raph said.

"Who are you?" Mikey asked.

"Me?" Arbiter said, "Well, you know my name, but I'm the owner of a mjor company. I'm sure you know Vortech, Donnie?"

"Yes!" Donnie said, "Most important tech company in the world located in Vortexia Vermont."

Raph rolled his eyes and kicked around a Kraang-bot.

"So, maybe see you again?" Leo said.

"I don't know." Arbiter said, and put his mask over his face once more. Arbiter nodded to the turtles and walked out.

"Interesting man." Leo said.

"I want one of those swords!" Mikey said.

"You don't know how to use a sword!" Raph said as they flipped out the window.

Author: And, we shall see what happens from there...


	2. Chapter 2: Meet & Greet

Author: ...

Arbiter walked through the dark street and looked at the meteor rock. It glowed red and made a faint buzzing noise. Arbiter walked down an alley to a steel door. A retinal scanner was on the side. Arbiter pressed his eye against it and scanned. A hand scanner appeared below. Arbiter scanned and the door opened. Little did he know that there was a certain group of reptiles watching.

"He's a Kraang." Raph said.

"Weirdest Kraang I've ever seen." Mikey said.

"Why would he steal from the Kraangs?" Donnie told them, "We've seen all these other creatures, he could be another."

"We're going in." Leo said.

The four walked to the door and tried to open it.

"Retinal and Palm scanners." Donnie said, taking off a panel, "If I just wire this, it should..."

The door opened inward revealing a grey hallway with wires hanging from the ceiling.

"Great work Donnie!" Leo muttered, "Where do we go, there's a fork in the hallway."

"Well, these dark black wires marked _Mainframe_ could lead us to him." Donnie replied.

The turtles followed the large wires until they reached two doors. One had a shield with a crosshair on it. The other had a diamond with an atom on it.

"Donnie?" Raph asked.

"I'm searching the internet now." Donnie replied, "Ok, the shield is the mark for the International Defense Force or the IDF. The other is the symbol for, oh, the symbol for Vortech Corporation."

"Cool." Mikey said.

The turtles opened the Vortech Corp. door and saw an enormous computer screen. In front of it was Arbiter. But, instead of a ninja attire he was in a suit and tie.

"Hello boys." Arbiter greeted, "I had a feeling you would follow me."

"Ok, I know you are a Kraang!" Raph yelled.

"Hmm, yes, and let's why I attacked the Kraang and aren't vaporizing you in your tracks."

The rest of the turtles smirked at Raph.

"Welcome, uh, turtles, to Vortech Corporation Bunker #23"

"Number 23?" Donnie and Leo asked.

"These underground bases are spread across the world. Area 51 is just a cover for Bunker #51." Arbiter explained.

"So..." Mikey said.

"So what? Oh, you want to know why I'm here?"

"That's what I was going to ask." Donnie said.

"That meteor shard is a great power source." Arbiter explained, picking the meteor up off a counter, "Enough to power something that could be of great use."

"That is?" Leo asked.

"A machine that makes, well, drills." Arbiter replied.

"Drills, wow!" Raph said making jazz hands.

"You'll have to excuse Raphael here. He doesn't know what respect is." Leo said.

Arbiter waved Raph off, "You should see my Grandfather. He _literally _wants to kill me."

The turtles looked at each other.

"What do the drills do?" Donnie asked.

"These drills are designed to collect a certain resource. That resource in particular I cannot tell you." Arbiter explained.

"Coal, diamonds?" Mikey asked.

"No." Arbiter said flatly, "The drills or portable, and can become a deadly landmine..."

"So, you are making weapons?" Leo asked.

"Well, if someone wants them as weapons, but yes. That's what Vortech does." Arbiter said.

"Why hasn't the world's armies destroyed each other yet with your technology?" Raph asked.

"I sell the basic weapons and 'lesser' tech. The good stuff is locked down in vaults in each bunker." Arbiter told them, "Now, if you like, you may follow me _to _the vault."

"Wait, why are you telling all of this to us?" Donnie asked.

"You stopped a giant army of brains with arms from destroying Earth." Arbiter said, "Which, I don't know if you noticed the assault jet because it was cloaked, I helped you with. I think that makes you qualified."

Arbiter walked out the door and the turtles followed. They walked to the door with the shield on it and entered.

"This is the bunker's IDS facility." Arbiter said.

"IDA?" Leo asked.

"International Defense Armada." Arbiter explained, "We stopped thousands of attacks on Earth."

"Why haven't we seen the aliens then?" Mikey said.

"You probably have. But they've been right under your noses." Arbiter explained as they walked through a hallway, "They are very stealthy. Probably spoke to one."

They continued to walk until they reached an elevator. It was a freight elevator and Arbiter beckoned them inside.

"This will take us straight to the vault." Arbiter said, the pressed a button that lowered the elevator. They came out at a short corridor with a door at the direct left and at the end of th hallway. The turtles looked at the door to the left suspiciously because it was glowing with multiple red lights while the other wasn't. Arbiter typed on a keypad next to a hydrolic chute. It made a _vroosh_ sound and a 4 1/2 foot tall box decorated in ornate markings appeared in the chute. Arbiter opened the box and took out his silver katana.

"I just love looking at that thing!" Mikey said.

"Where did you get it?" Leo asked, comparing his blade to Arbiters.

"Family airloom." Arbiter said, "Made from pure moonstone and titanium. Unbreakable. Been in the Vortex Dynasty since the beginning."

"Why do you need it here?" Donnie questioned.

"Inside this vault is a private vault for my top secret belongings. It only opens with this Katana. The rest of the vault is accessed with security clearance."

Arbiter scanned his hand, eye, and face. The door opened revealed an enormous room filled with vehicles and crates. Arbiter lead the four turtles to a large door in the corner of the vault. Arbiter took the katana and stuck it into a slot in the wall. The door slowly opened. Arbiter lead them inside. There was a machine inside with a very noticeable glowing slot on the machine.

"So, the meteor?" Mikey said, about to touch a button on the machine.

"You know that's the self defense mechanism built into the machine, right?" Arbiter smirked.

Mikey withdrew his finger. Arbiter placed the meteor rock he had in his pocket into the slot. Then, he pressed a symbol on the tab on the machine. The machine activated and began to shake.

"What's it doing?" Leo yelled over the noise.

"Manufacturing." Arbiter said, as he grabbed a finished drill from the conveyor, "Time to test."

Arbiter too them to another door which led into rock room.

"Can't people just drill into here and break into the bunker?" Donnie asked.

"This room can be accessed from drilling but the bunker cannot." Arbiter replied, crouching and pushing buttons on the drill.

The drill began drilling as Arbiter pulled up his sleeve, revealing an iphone-like screen connected to a wristbrace. Arbiter pulled up a screen revealing the group from the drill's view. He pushed a button and the drill began going down. After five minutes he stopped. Arbiter pulled out a rock and examined it.

"Perfect." he said.

"It's a rock." Raph muttered.

"If that's what you think." Arbiter replied, placing the rock in his pocket.

"So, what does this have to do with us?" Mikey asked.

"Nothing." Arbiter said, "I was just letting you observe until the rest of my High Personnel arrived."

"High Personnel?" Leo and Donnie said in unison.

"He mean us."

The four turned to see that inside the vault were three men. They were also in suits, and wearing sunglasses. One took his off while the other began putting away a phone, the other stood and watched the turtles.

"Raptor." Arbiter said, walking up to them.

"Arbiter, _those _are the turtles?" the one with the phone asked.

"Got a problem?" Raph said.

"Yes, James." Arbiter replied, "Four? You okay?"

The one that was staring at the turtles looked at Arbiter. He didn't take off his sunglasses.

"No, just..." Four said.

"Just, what?" Arbiter said, raising an eyebrow.

"They are ninjas?" Four asked.

"Yes, Four." Arbiter told him.

"Four? Your name is four?" Mikey said.

"Mikey!" Donnie scolded

"His codename is Four." Arbiter said, then beckoned the other two, "This is Raptor and James."

"Shall we?" asked Raptor, who waved a hand toward the elevator.

"Do not fail me."

"Kraang will not."

"Oh hope you won't"

"The Echo-Bravo will be destroyed."

Author: Yes, finally, I got this out. NO NEWS.


	3. Chapter 3: Escalating

Author: No News

Arbiter, Raptor, James, Four, and the turtles walked to the door leading back to NYC. The Vortech Agents turned to look at the turtles.

"Now, some business." Arbiter said.

"Business?" Leo said.

"We have been studying you. And we know of your hideout." James told the turtles, them held up a hand when Raph grew a scowl, "We just wish to speak with your Sensei."

"How do you know about that?" Donnie said.

"Buggers." Four said, holding up a tiny fly-like device.

"You stalkers." Raph said.

"The IDS must do all that it can to make sure Earth is safe." Raptor replied.

"Do we have a deal? Speak with your Sensei, and we'll give you some of our tech." Arbiter asked.

Leo looked at his brothers, then shook Arbiter's hand, "Deal."

Arbiter smiled, "Me and James will come with you. Raptor and Four will stay here."

"Leo? A word?" Raph and pulled Leo around the corner of the hallway.

"What?" Leo said.

"They are _not _seeing how to get into the lair." Raph growled.

"What? Why not?" Leo asked.

"We cannot trust them! Arbiter just showed up in TCRI, for a power cell?! Tell them they must be blindfolded."

"And when we get to the lair? I suppose they'll just attack us hmm?"

"Splinter is there, they can' beat him!"

"Fine."

Leo and Raph walked back around the corner and Leo told the Vortech agents what they must do. Arbiter and Raptor willingly agreed, and blindfolded their eyes. Raph watched them he whole way there. When they reached Shell Raiser, they let Arbiter and Raptor take off their blindfolds. Arbiter looked around as Leo began to drive.

"This is your vehicle?" Raptor asked.

"Yes, it's called Shell Raiser." Donnie replied.

Mike sat in his chair and asked the agents some questions.

"So, what do you two do at that, uh, Vortech, place?"

Arbiter turned to look at Mikey.

"Well, I am the Alpha General, and I created the Vortech Line." Arbiter said, "Raptor, or 'Marcus', as he's know as to his more intimate friends,"

Donnie was the only one who knew Arbiter's meaning.

"Raptor is the Head of Engineering and Captain of Vortech MP." Arbiter finished, "Wait, Raptor?"

Arbiter looked around, and the vehicle stopped.

"Leo?" Raph said.

"It won't work!" Leo said, hitting the gas.

Raph looked at Arbiter. Just then, Raptor came out of a hatch on the bottom of the vehicle. The turtles looked at him suspiciously.

"What?" Raptor said, putting folding up a _wrench_, "I just removed your stabilizer, and replaced it with a Hyper-Coolant and a Nitrogen Hydro Pump."

"What?" Leo, Mikey, and Raph said.

"You did?" Donnie said, beaming, "That fast?"

"Yep." Raptor said, pressing a button on his tacpad and his wrench and screwdriver disappeared.

"Somebody speak English, _please_!" Raph said.

"Your, truck will go up to 320mph." Arbiter explained, "The Hyper-Coolant keeps it from exploding."

Leo looked at his brothers and hit the gas. Shell Raiser took off at blinding speeds, and Leo took his foot off before they hit a building.

"WHOA, THAT WAS AWESOME!" Mikey yelled.

Shell Raiser came to a halt in Donnie's lab. The turtles stepped out followed by the agents.

"Wait here." Leo said to Arbiter and Raptor as they stepped into their living room.

Arbiter and Raptor looked around at Donnie's lab.

"Impressive." Raptor said, and then Mikey's hand waved them in.

The two walked through the door and didn't expect what they saw. A giant, 6 foot tall _rat _was standing before them. He was holding a staff and was staring at them.

Arbiter cleared his throat, "Hello."

"Greetings, and you are?" The rat said.

"Arbiter Zeniv Vortex."

"I am Master Splinter, I believe you've met my sons." Splinter said.

"Yes, talented they are." Arbiter replied.

"What have you come here for?" Splinter asked.

"Joint operations, or to be simple, we work together."

"I see." Splinter replied, "And, what would we do to help you?"

"Any intel on what you see about the Kraang, and in return we give you troops and technology whenever you need it."

Splinter thought for a moment, "I cannot leave my sons out on the decision."

He waved the turtles into the hallway.

"And what do you think we should do?" Splinter asked his sons.

"Master, the technology could really help in my lab." Donnie said.

"Troops? Did he say troops?" Leo said, "That could've come in handy in the past."

"I say we do it." Mikey said.

Raph just nodded.

Splinter and the turtles walked back and told Arbiter and Raptor that they accepted their proposal.

"Good." Arbiter said, as Raptor handed Splinter a tacpad, "This is what you can use to contact us."

Splinter gave the tacpad to Donnie. Donnie turned it on as the Vortech Seal appeared.

-::Begin Setup::- The screen said.

"Thanks." Donnie said.

Arbiter and Raptor bowed as they heard a vehicle in the garage. All seven went out to find an armored truck next to the Shell Raiser. A man in soldier armor came out and opened the door. Raptor and Arbiter entered, and just before Arbiter shut the door, he spoke.

"The tacpad's have GPS." he said, and the truck pulled into the subway rails.

...

Karai walked across the roof of a building when something caught her eye. A figure, staring at the road, one building down. She got closer and watched. The figure seemed to be a man, wearing a suit, tie, and a mask. His eyes followed a large armored truck exiting a tunnel. Karai stood up and crept behind him. He turned, saw her, and disappeared into black smoke that faded after a second. Karai looked around and the man appeared behind her.

"Little girls shouldn't be up here." He said in a hoarse whisper.

"Was that Vortech?" Karai asked.

The man stopped approaching her.

"What?"

"Vortech, are you after them to?" Karai said.

"Yes. How do you know them?"

"My father's _friends _need them dead."

"And so do I."

"Maybe we could help each other."

"How so?"

"First I want to know what that...teleportation thing?"

"This?" the man said, raising an eyebrow through the mask, then disappearing.

He reappeared behind her.

"Yes." Karai replied.

"Shadowstep." the man said, "The Shadow Sorcery allows us to move three times as fast while time does not move at all."

"And your name?" Karai said.

"Bloodrawn, Dark Assasin of the Shadow Clan." Bloodrawn said.

"Hmm, came you, er, Shadowstep us to my father?" Karai asked.

Bloodrawn grabbed he arm and everything went black. Karai looked around and she could only see three feet in front of her. The rest was clouded by darkness. Bloodrawn walked and Karai followed. She felt as though she could walk 200mph. They reached Shredder's lair in no time, and Bloodrawn returned the world to normal. The darkness faded into the smoke that she saw when Bloodrawn teleported. Karai led Bloodrawn down the hall and into Shedder's room.

"Father." she said.

"Yes, Karai?" Shredder replied."I found someone who knows about that blue ninja." Karai explained, then waved toward the advancing Bloodrawn.

Shredder stared at Bloodrawn as he approached. Bloodrawn bowed humbly and spoke.  
"You are Ms. Karai's father?" He asked.  
"Yes, I am the Shredder. You are?"  
"The Shadow Spawn, Bloodrawn. This 'blue ninja' you speak of is very dangerous."  
"Hah! Dangerous!" Bradford said in the corner.  
Bloodrawn looked over and raised his eyebrows, then smirked under his mask.  
"Nice dog." He muttered.  
"Who is that ninja?" Shredder asked.  
"His name is Arbiter Vortex. He owns Vortech Corporation. And I know why he's here. The Kraang." Bloodrawn explained.  
"So?" Said a voice from below, "He's just one more turtle to the bunch."  
Bloodrawn saw a giant fish swim by.  
"Seriously, do you play with that chemical?" Bloodrawn muttered.  
"How could you help us?" Shredder growled, "You look like a terrorist in fact."  
Bloodrawn was not in front of Shredder anymore. He was behind him.  
"I think," Bloodrawn began, after Shredder and Bradford jumped, "That I should create a new Shadow Spawn."  
"How did you-" Bradford began.  
"I'll explain later, however Shredder, what if there were two of you?" Bloodrawn asked, while Shredder thought deeply, "Another you that was exactly same as you."  
"Hmm, how?" Shredder asked.  
Bloodrawn took out a tac-knife and held his hand out for Shredder's arm.  
"What is that for?!" Xever asked.  
"Your arm, Shredder." Bloodrawn said, and Shredder hesitantly gave his arm.  
Bloodrawn cut him and took a drop of Shredder's blood.  
"What did that do?" Karai asked.  
"His blood creates the body." Bloodrawn, "Now we need the personality."  
"Go ahead." Shredder told him.  
"You don't know what I must do. I need a brain cell. This may pinch a bit...and your helmet must come off."  
Shredder took off his helmet, showing the burnt face, and Bloodrawn continued. He looked as though he was pinching Shredder's temple and pulled out what looked like a strand of red hair. He dropped the strand onto the blood where they swirled and combined.  
"What is that?" Bradford asked.  
"Think of it as a fetus." Bloodrawn explained, "Except it is now self aware. It knows what we're all saying."  
"How do you create a Shadow Spawn now?" Karai asked.  
"It will look just like me?" Shredder asked.  
"Not exactly." Bloodrawn said, then pulled off his mask.  
His skin was blueish black and he had red eyes. His hair was jet black and short. The most notable thing was that his teeth we long and sharp.  
"He will be in Marnakee's god of the night's, image."

Donnie sat in the living room using the Vortech Tacpad. Mikey and Leo were on the couch next to him.  
"Hey Donnie, what can that thing actually do?" Leo asked.  
"The setup that Arbiter activated makes everything easier, but a lot of options say Enter Vortech Passcode."  
"Such as GPS?" Leo muttered.  
"Yeah." Donnie murmured.  
Mikey ran by with his T-Phone in hand.  
"I'm ordering a pizza!" He called out from the next room.  
Donnie pressed a button on the tacpad and multiple camera views appeared.  
"Leo look at this!" Donnie said, as Leo scooted over next to Donnie, "Cameras of the whole city!"  
Sure enough, he flipped through all views and each showed a different street, rooftop, or alleyway in NYC. Donnie clicked a picture of a file in the top right corner that opened to new views with different dates.  
"Wait, that's where and when we fought Fishface!" Leo exclaimed.  
Donnie clicked it and scrolled to nighttime.  
Sure enough, the building that the mutated Xever battle with the turtles. And, it showed the four turtles entering from the roof, then, as Donnie scrolled down later, leaving.  
"He HAS been watching!" Leo said.  
Just then, the tacpad opened to a message application.  
-New Message from: AG Tacpad- it read.  
"What is this?" Donnie muttered, clicking the message.  
The message opened reading:  
Leonardo, Donatello, Michelangelo, and Raphael, if you can, come back to the Bunker. I have discovered something horrifying. Do hurry.  
Leo looked at Donnie and nodded.

"This could attract attention." Bloodrawn had said again.  
"I said I don't care." Shredder told him.  
A symbol was drawn in black in on the floor. Bloodrawn kneeled in front of it as Shredder, Bradford, and Karai backed up.  
_"Ssaadoe!"_ Bloodrawn exclaimed in a raspy ghost-like voice.  
The symbol appeared and began to release shadows on the ground. Bloodrawn stood up and spoke.  
"Now that the alter is created, the ritual can commence..."


End file.
